Dissolution and Final Liquidation. (a) Upon any dissolution of the Company, the Company shall not terminate, but shall cease to engage in further business except to the extent necessary to perform existing contracts and preserve the value of its assets. Its assets shall be liquidated and its affairs shall be wound up as soon as practical thereafter by the Board of Directors or by another Person designated by the Members. In winding up the Company and liquidating assets, the Board of Directors, or other Person so designated for such purpose, may arrange, either directly or through others, for the collection and disbursement to the Members of any future receipts from the Hospital or other sums to which the Company may be entitled, and shall sell the Company's interest in the Hospital and the Equipment to any Person, including a Member or any Affiliate thereof, on such terms and for such consideration as shall be consistent with obtaining the fair market value thereof, as such fair market value is approved by the Members.
Appears in 4 contracts
Samples: Operating Agreement (Medcath Corp), Operating Agreement (Medcath Inc), Operating Agreement (Medcath Corp)
Dissolution and Final Liquidation. (a) Upon any dissolution of the Company, the Company shall not terminate, but shall cease to engage in further business except to the extent necessary to perform existing contracts and preserve the value of its assets. Its assets shall be liquidated and its affairs shall be wound up as soon as practical thereafter by the Board of Directors or Manager or, if for any reason there is no Manager, by another Person designated by the MembersBoard of Directors. In winding up the Company and liquidating assets, the Board of DirectorsManager, or other Person so designated for such purpose, may arrange, either directly or through others, for the collection and disbursement to the Members of any future receipts from the Hospital or other sums to which the Company may be entitled, and shall sell the Company's interest in the Hospital and the Equipment to any Person, including a any Member or any Affiliate thereof, on such terms and for such consideration as shall be consistent with obtaining the fair market value thereof, as such fair market value is approved by the Members.
Appears in 4 contracts
Samples: Operating Agreement (Medcath Corp), Operating Agreement (Medcath Corp), Operating Agreement (Medcath Corp)
Dissolution and Final Liquidation. (a) Upon any dissolution of the Company, the Company shall not terminate, but shall cease to engage in further business except to the extent necessary to perform existing contracts and preserve the value of its assets. Its assets shall be liquidated and its affairs shall be wound up as soon as practical thereafter by the Board of Directors or Manager or, if for any reason there is no Manager, by another Person designated by the MembersBoard of Directors. In winding up the Company and liquidating assets, the Board of DirectorsManager, or other Person so designated for such purpose, may arrange, either directly or through others, for the collection and disbursement to the Members of any future receipts from the Hospital or other sums to which the Company may be entitled, and shall sell the Company's interest in the Hospital and the Equipment to any Person, including a any Member or any Affiliate thereof, on such terms and for such consideration as shall be consistent with obtaining the fair market value thereof, as such fair market value is approved by the MembersMembers pursuant to Section 3.8.
Appears in 2 contracts
Samples: Operating Agreement (Medcath Corp), Operating Agreement (Medcath Corp)